Resident Evil: Whispering Shadows
by Kyoki-chan
Summary: Billy Coen makes his way away from Raccoon City and attempts to go into hiding. But along the way he runs into a young woman who is also on the run and has valuable information regarding Umbrella, the only problem is that she can't remember any of it...
1. Chapter 1: Fated Meeting

**I do not own Resident Evil or any of it's characters. I do however own the original characters I have thrown in here such as Ara and Viktor. **

**Chapter One: Fated Meeting**

Billy Coen held on for dear life as the car began to accelerate up to an un-recommendable speed. Unfortunately he was not the one driving so he had no control of the car. He looked to his right at the woman behind the wheel. She had medium length black hair. Most of her hair was held in a hair clip at the back of her head, while there was a little left down that covered the left side of her face. She wore a black long sleeved shirt under a light purple vest which she wore unzipped. With that she wore black shorts that went down to her mid-thigh. On her feet she wore black boots that came up to mid-shin and had what looked like buckles on the side, but were actually Velcro underneath to hold it down. Under the Velcro bindings was a zipper that held the boot on.

"What are you trying to do?! Get us killed?!" Billy snapped as the car zoomed around the empty street corner.

"Of course not. I'm trying to keep us alive." She said as she looked at him and smiled.

"Then keep your eyes on the road, Ara!" Billy said as he released one hand from his seat and forced her face to look straight again. "Remind me to never let you drive again."

"Hmph. I lost them, didn't I? What's the big deal?" Ara said as she looked in the rearview mirror just to be safe. She began to let up on the gas pedal and slowly pushed down on the brake. "But I guess we do need to slow down a little, don't we? And you know, it's not my fault I was the one closest to the driver side when we made our grand escape back there. So where are we going now?"

"I don't know. Maybe we should go into hiding for awhile." Billy said. He looked over at her as he began to remember how the two of them had ended up traveling together. It was a few days before when he was leaving the Raccoon forest after splitting ways with Rebecca...

After hours of traveling through the woods, Billy had finally made it to a road that led to the next town. He didn't want to go back to Raccoon City where people would be able to recognize him right a way. So he walked down the side of the road, cautious of things that may come out of the woods, and careful of the cars in case any were police cars on the search for him.

As he walked, he heard a rustling in the woods and turned to see what would come out.

He pointed his gun at the area where the bushes shook. Seconds later, a young woman with black hair emerged. She was wearing what looked like a yellow sundress that was splattered with what looked like dried blood. Some of her hair covered the left side of her face. She wore four rings on each hand. She didn't look like a zombie, but he kept his gun trained on her, just in case it was...

"Stay where you are." Billy told her.

"Huh? B-Billy... Bill Coen, is that you?" The young woman said in a weak tone as if your throat was dry.

He looked at her carefully as he noticed that her voice and face were familiar.

She stood in that same spot as he studied her.

"Vivian Sinclair?" He asked, a little shock in his voice.

"Yea. But I go by Ara now. It's a long story. Don't ask... because... I-" Her left hand shot up to that side of her face as if she was having a major headache.

Billy lowered his gun and rushed over to her. "Are you all right? What happened to you?"

"I... don't remember. The last thing I remember is... going over to Jason's house... I wanted to surprise him... then nothing... Jason he was... I mean is... my fiancé... what is wrong with me? It feels more righter to say that he was instead that he is." Tears began to form in the corner of her eyes as she looked up at him. "Maybe he died... maybe those things got him... and I went into shock and forgot everything..."

Billy put a hand on her shoulder. "I'm sure he is fine." He bit his lip as he thought about something to say to her. "Do you want me to take you back to Raccoon City? Maybe he is still at home. You still live in Raccoon City, right?"

Ara suddenly took a step back, her eyes wide with fear. "No! I don't want to go back there. I can't... please don't make me..."

"It's all right. I'm not going to take you there unless you want too. Calm down." Billy told her.

Ara nodded as she wiped away the tears from her dirty face. "B-Billy... could I... could I come with you? You're running right? From the cops... and whoever else. They were taking you to jail recently, weren't they? But you got away because you're innocent. When I read that I knew that sweet and kind Billy couldn't do stuff like that. Billy! I remember reading about you and them talking about it on the news. I remember..." She tried to remember more of the last few months, but nothing came to her.

"That is good that you are remembering." Billy said as he thought about brining her or not. "It probably wouldn't be safe for you to come with me. Cops are going to be after me when they find out I got away."

"I don't care. You're the only one I can feel I can trust right now. Please..." She looked up at him with her pleading face.

He flinched at it as he remembered all those times she would look at him like that when they had been dating. "Fine. But if things start to get to dangerous, I'm going to leave you somewhere safe, understand?"

Ara nodded rapidly. "I understand. And I won't get in your way. I promise."

"All right. We should be heading to Latham first. Try to get a car there, then from there, who knows."

"Sounds like a adventure." She said as the two of them began to walk. "Billy... what cause those dogs... and people to be like zombies? Do you know?"

He nodded and told her what he had just previously learned.

"Wow... it sounds like something from a movie, or a book or a video game. Who ever thought that-" She stopped suddenly as she grabbed her head as intense pain shot through her body. She stopped walking.

Billy stopped as well and put his hands on her shoulder to keep her steady. "Are you all right? Do you need me to carry you?"

She shook her head violently. "No. I'm fine. I'm sorry. I'm already slowing you down..."

"It's fine. Are you better now?"

"Yes. I'm fine now. Don't worry. Let's go." She said, looking up at him and winked. "All I have is a headache, but that should go away." She smiled weakly up at him.

He nodded. Then he instinctiely reached and held her hand. Billy was surprised by his own action and was about to pull away, but stopped when Ara squuzed his hand gently and held onto his hand.

Ara held onto his hand and was grateful that Billy was the one she found. She hadn't seen him in years, but she knew that he was the same reliable Billy that he had always been.

"What's wrong with you? Falling in love with me, are you?" Ara teased.

"Huh?" Billy said, realizing that he had been staring at her.

"You're been looking at me for quite a few minutes now. I thought that maybe you still had feelings for me." Ara sighed in a playful overdramatic way. "Ah, Billy, you're too late. You should have realized your feelings before. I'm engaged now... or was... I truly do not remember." She said, smiling at him.

"No way. We already tried that. And it didn't work." Billy reminded her, smiling back.

"Yea, I know." Ara said.

"Or... is it that you still have feelings for me?" Billy teased her back.

"You wish." Ara said, laughing. She suddenly stopped laughing and started to cough. She removed one hand from the wheel and covered her hand. As she coughed she felt something warm coming out of her mouth and landing on her hand. When she pulled back her hand, there were a few drops of blood. She looked at the blood for a few seconds. She looked back at the road and slowed down the vehicle as pain shot through her stomach. Ara hid her pain from him.

"Ara, what's wrong?" He looked at her hand. "We have to get you to a hospital. Let me drive."

"No! I can't go to a hospital. They'll... they'll do bad things to me. I can't go back." Ara cried out. "I'll be fine. It's just a few drops, maybe I cut my lip when I was laughing and that is how I got it."

Billy eyed her carefully. "Fine. But if you cough up any more blood, we're going, all right?"

Ara nodded. "Maybe you should drive. Is that ok?"

"Sure." Billy said as he opened the passenger door and got out.

Ara did the same and they passed each other in front of the car. They both got in the car.

Billy started the car and drove carefully down the road, glancing at her every few seconds.

Ara took a napkin from the car compartment in front of her and wiped her hand. She then tossed it into a fast food bag. "You're doing it again."

"What?" He asked.

"Looking at me again." Ara said.

"I guess I can't hide it from you anymore can I? I'm so in love with you." He teased her, looking at her. "Are you happy now?"

"Yes, I am. Now, look at the road." She told him, pushing his face so he looked straight at the road.

Billy looked ahead as he made a left hand turn on a road that would take them to the next town where hopefully they could find a gas station since the car was running out of gas.

X X

**For awhile now I have planned on making a Resident Evil fanfic and I finally got around to it. For the first few chapters there may be some confusing points and such until I can smooth everything out. So I may go back at times to change something and I apologize for that ahead of time. Please R&R...**


	2. Chapter 2: Lucky Break

**Chapter Two: Lucky Break**

"So you can't remember at all why you were in the woods?" Billy asked gently as the two of them continued walking down the road.

Ara still held onto his hand so she tugged nervously at her blood-drenched dress with her free hand. "No. I don't remember anything... all I remember is opening my eyes and suddenly being aware that I was in the woods. I called out... just incase there was someone with me... I was thinking maybe we had taken a walk and I veered off the path and got lost from them and somehow forgot where we were... but then I realized that I didn't know who I was calling out too... or where I was... or where I had been for the last few months. So I started to walk... and I saw... I saw..." Ara stopped talking as tears began to well up into her eyes.

"It's all right, you don't have to tell me." Billy said, not wanting her to bring up things that may upset her.

"No. I have to talk about it. Talking will help and it won't make me feel so damn insane." She told him, looking up at him.

Billy looked at her uncovered brown eye and nodded. "I understand."

She nodded herself and continued with her story. "I was walking and I saw someone walking ahead of me. They were walking as if they were drunk. I don't like drunk people and I hate how they act... but I thought that maybe this person would have a cell phone and I could borrow it to call someone for help. So I walked up to them, making sure not to startle them... though I was the one who was startled when the person turned around. She was a woman in their late thirties. Her face... her face was peeling off in so many places that I could see her bone underneath. Her eyes were completely white. She saw me and moaned in a really creepy way as she raised her hands and stumbled toward me. I thought she was sick, so I wanted to help her. I tried to talk to her, but she kept coming at me. I asked her to stop, and stay back, but she did not listen and she kept coming at me. I wasn't sure what to do and I didn't want to leave someone sick like that alone in the woods to die alone. I stood there trying to think of what to do and I didn't notice how close to me she was until she touched my shoulder."

Billy began to wonder if the blood on her was her own and if she had been infected or not. He hoped she wasn't. He really did not want to put down a friend.

"And the moment she touched me with her cold wet hands, I knew that she was dead and that she was somehow still moving. The first thing I thought of was that she was a zombie. I couldn't believe it. After she put her hand on my shoulder, she leaned forward to bite me, but I quickly sidestepped and she lost her balance and fell to the ground. She started to get up, but I started to run. I didn't care where I ran to as long as I got away from her. I didn't look where I was running and I thought I saw a log up ahead so I went to go jump over it... but then it was a zombie and it moved, causing me to trip and land on... on... what it had been eating. It was a human, at least what was left of it. The head was gone and a lot of the insides were missing. The zombie tried to grab my leg, but I quickly got up and ran as fast as I could. I climbed up into a tree to sleep last night. Then this morning I came down and started walking again, trying to find someway to get back to civilization." Ara told him. Suddenly at thought hit her. "How can you be infected? Can you turn into them just by touching them?" She let go of Billy's hand and took a few steps away. "Billy, you shouldn't be near me if I'm infected. I don't want to turn into one of them and hurt you or anyone else."

"You're not infected. The way you get it is by getting bit, or being injected with the virus, or being scratched by the infected ones. You're fine." Billy said, stepping toward her slowly.

"A-are you sure?"

"Yes." He told her.

She sighed in relief. "I'm sorry. I... This is a nightmare." She looked down at the ground as tears began to fill her eyes.

Billy stepped forward and hugged her. "I know. Things will get better though. There is a S.T.A.R.S. team working on this right now. So don't worry."

She nodded as she hugged on to him.

They stood there for several minutes until her crying was out of her system.

When she was finished she let go of him. She smiled up at him as she said, "Thank you, Billy. I guess I needed to cry for a little bit."

"No problem, glad to help." He told her.

She wiped her eyes.

"I'm just wondering, but why do you have the left side of your face covered by your hair?" He said, reaching out to touch a strand of her hair.

Ara jumped back, as her hand went up to the left side of her face, matting down the hair to make sure it was covering her face. "I... don't know. I feel safer this way... I guess... Don't ask me why though."

"Ok." Billy said, wondering why and how she felt safer like that.

"I'm sorry."

"There's nothing to be sorry about." He said, smiling at her.

Her hand lowered and she stepped back next to him.

"Shall we continue?" He asked her.

She nodded and he took her hand again as they started their walk again.

Later that night they finally found themselves in the nearest town to Raccoon, Latham.

"Now that we're here... what do we do? We should find somewhere to sleep for the night. I don't know about you but I'm exhausted. No matter what someone tells you, sleeping in a tree is not the best place to sleep." Ara said as they entered the town.

Billy was glad that she was getting over her shock and being her normal sarcastic self-back. "Let's try to find the least popular motel. That would be our safest place to go, must likely."

"That sounds like a good idea. My aunt and uncle live in this town so I kinda know my way around. I think, I could be wrong though, that the motel we want is that way." She said, pointing to the road going west.

Billy realized their biggest problem at the moment and could have punched himself for it. "That's great and all, but we don't have any money."

"Ah-ah-ah." Ara said, waving her pointer finger in front of his face in a teasing way. "Never underestimate a woman." She put her hand in a small pocket by her hip that Billy had not noticed earlier. She pulled her hand back out to reveal a small wad of money. "Aren't I convent? I counted it while I was in the tree. There is like, seventy dollars here. That should be enough for a room, right?"

"Yea." He said, amazed at their luck.

"I-ah, really don't know how that money got into my pocket. It was just there." She told him.

"Does it really matter?" Billy asked happily.

"No, I guess not." She said, smiling. "We need to come up with a new name for you. We can't have people knowing that they have a wanted convict in their motel."

Billy nodded.

As they walked to the motel they thought of names they could use for him.

Ten minutes later they walked into the Mew Motel's main office to get a room. Behind the desk was a man at least sixty years old, white hair and blue eyes, standing as he looked at them oddly. He had a nametag on his shirt that read Wilson.

"Hello, we would like a room." Ara said confidently.

"All right." The old man said. "That will be twenty-five dollars."

Ara grinned, thinking that it would have a lot more than that. She handed him the money.

"I'll need your names so I can put it on the computer." Wilson told them, turning to the computer and opening the program he needed.

"I'm Ara Sinclair and this is-" Ara began.

"Billy Sinclair." Billy finished.

"We're married." Ara said as she hugged onto his arm.

"Good for you." Wilson told them as he finished with their names. He reached under the desk and handed them a key to room seven. "Room seven is just around the corner on the bottom level."

"Thank you." Ara said as she and Billy turned to leave the office.

"Miss?"

Ara turned back around. "Yes?"

"Are you all right? You appear to have blood on your dress there. Do you need medical help?" Wilson asked gently.

"Oh, no. See we are extras in a movie they are filming over in Raccoon. I forgot to change my outfit before we left the set." Ara said, coming up with the first thing that came to her mind.

"They're filming a movie there?" Wilson asked, amazed.

"Yea. It's a little film. Nothing big, but you never know, it could hit theaters some day. One should always think positively, right?"

Wilson nodded. "Yep. Well, good night then. Good luck with your movie."

"Hehe, thank you. Good night to you as well." Ara said as the two of them left the office.

As they left the small building, Ara had to bit her lip from laughing from the pure stupidity that had processed her to say something crazy like that.

When they came to door seven, Billy unlocked the door and the two of them entered the room. He then closed and locked it behind them.

"Ah... Billy..." She said, poking him on the arm.

"What?" He asked her as he scanned the room and realized what she was going to say. "We didn't ask for a room with double beds."

"Nope. We didn't. But does it really matter? It's not like we are going to... you know, do anything." Ara told him.

"Yea." Billy nodded.

"We once had that chance, but we didn't take it." Ara said as she yawned. "I'm going to take a shower, if that is all right with you. Ever since I fell on that body I haven't thought of it... but I think, well know, that the blood soaked through this dress and got on my skin. You don't mind if I go first, do you?"

"No, go ahead." He told her.

"Okie dokie. Hey, tomorrow do you think we could get some different clothes for me? I don't think the whole movie prop will work for everyone."

"Sure."

"Thanks." Ara smiled as she ran into the bathroom and closed the door. Moments later the water was turned on.

Billy walked over to the night table and placed his handgun on it. He noticed that the drawer was slightly opened and something was peeking out. He opened it some more and found a pair of pink shorts. He couldn't tell if they were for a kid for a kid or for a teenager. He set them aside as he realized that there was more in this little lucky drawer. Under the shorts was a matching pink tank top and pink socks.

"Hey, Billy. I was thinking maybe the person whom had this room before us left some clothes here. Can you look in the drawers of the dresser the television is on?"

"Will do. I already looked in the night stand and I found some clothes."

"You did?'

"Yea." He told her what he found.

"Hm. I wish it was a different color. I despise pink, but it's better than this bloody dress. Slide them under the door for me." She said.

"You're going to wear these? They're for a kid." He said, but walked over and slid the clothes under the door anyway.

"Yea, I can fit in them. Just you wait and see. I'm going to finish my shower now. Later."

Billy grabbed the television controller off of the nightstand and sat on the edge of the bed as he began to watch the news to see if they would say anything about what had happened earlier that day. He had a feeling it would be too early for that, but who really could say when such crazy things had been happening in the last day.

Fifteen minutes later Billy was so wrapped up in the television that he didn't hear the water turn off in the bathroom.

When Ara was finished in the bathroom she stepped out wearing her new pink outfit. The shorts fit her, but barely. They were rather snug, but anything was better than that dress. The shirt was a little short on her and it showed off her flat stomach. The only thing out of the three that seemed to fit perfectly was the socks.

"I never thought I would ever see you wear pink." Billy said, somewhat shocked that he kids clothes fit her.

"Yea, and this will be the last time." Ara snapped.

"Have you lost weight? You seem a lot skinnier than when we were back in high school. Not that you were fat or anything, I'm just saying you look smaller." He added the last part quickly, knowing how most females were sensitive about their weight.

Ara sighed. "I guess I have lost some weight... I don't know when though... maybe during these past few months that I can't remember a second of I went to a dieting camp and they erased my memory so I could not spread their secret method of weight loss." She teased him. "Well, I'm going to bed now. Good night."

"Me too."

She walked over to the right side of the bed and pulled back the covers as she laid down she pulled them back over her. Billy did the same on the left side. She laid down with her back to him so the left side of her face would be covered.

"Good night." He told her as he turned off the lamp on the nightstand.

"Good night." She told him again as her eyes closed and she drifted off to sleep.

X X


	3. Chapter 3: Sweet Dreams

**Chapter Three: Sweet Dreams**

Ara opened her eyes, but quickly shut them again as a burning bright light shined in her face. She opened her eyes slightly, her eyes peering out her silted eyes as they began to get use to the intense beam of light. She tried to move her arm to shied her eyes, but for some reason she could not move either of her arms. Ara shrugged and figured that they had just fallen asleep from lack of blood circulation, but she then started to find that funny since she was on her back. She tried to lean forward so she could sit up and try to figure out why her arms weren't moving... but couldn't even sit up.

By then her eyes were use to the light so she rested her chin on her chest so she could try to see what was holding her down. She saw immediacy what was keeping her down. There were straps wrapped around her ankles, knees, thighs, stomach, and chest. Her arms were also strapped down by her wrist. She tried to wriggle out of them, but it proved to be useless so she decided to look around the room for something or someone to help her.

She found herself in a white room with a sink in one corner with a few cabinets and counters around the room. There was a door near the sink. It almost looked like a doctors office that is if there wasn't an empty tube like tank off in the far corner to her left. It was filled with clear light blue liquid. There were tubes attached to it and air bubbles were floating around inside.

Ara was about to lower her head back down, but stopped when the door opened and three people wearing plastic body suits that reminded her of some costumes on a sci-fi movie. One of them was really tall; he almost looked like he was over six feet tall. One of the others was shorter and appeared to be a woman, though it was hard to tell with the body suit and all. The next one was the shortest of the three.

Her head began to feel tired so she lay it back down.

"I told you that the subject was going to wake up soon." The tallest of the three said. The person had a male's voice.

"Whatever. We had to get the tools so it doesn't matter." This voice was a woman's and it was the shortest of the three. Ara thought she had heard this voice before... but could not remember from where...

"Avalon will be glad to see she's awake. We can start the procedure now." The shortest man of the three said. "Max, will you go get him for us. I think he was in the break room." He said, looking at the woman.

She nodded and left the room.

"Freischuetz, this will be your first project here, won't it?" The short man asked.

"Yes. And please call me Frei. No one calls me by my full name... except for my mother when she's pissed." Frei said.

"Very well. You should be thankful you're so lucky to be working with Avalon on this subject. There were many who wanted in on this, but Avalon picked you specially. So you better be careful and don't screw anything up."

"Yes, sir." Frei said, nodding.

"Oh, we can take these off now." The short man said referring to the mask as he took his off. He was bald and had blue eyes. His nose was slightly crooked as if he had gotten into a fight when he was younger, breaking his nose and it never healed the right way. "Call me Jim, by the way."

Frei took his off, revealing his short black spiky hair and bright blue eyes. His skin was slightly tanned.

As Ara laid there, she couldn't help that he was really good looking... and that he looked nothing like a scientist... it that was what these people were.

"Where... am I?" Ara said, looking at Frei.

Jim ignored her. "Max and Avalon should be here any moment."

"We're at--" Frei said, looking at her.

"Don't tall to her. Here, we don't talk to the subjects. Hell, they are all asleep when we work on them. But Avalon wanted this one to be awake as we did this. Don't ask me why though." Jim said, shrugging his shoulders.

Frei smiled kindly down at her, almost sadly it seemed to her.

The door opened again and the woman returned without her mask on with man who was out of Ara's line of vision. The woman had long red hair and brown eyes that had a cold murderous look to them.

Ara began to squirm when the woman came toward her with a five-inch needle in her hand.

"You're right, this one does seem terrified of needles." Max said coldly. "Well, if she scared now, just wait until we are finished with her."

Ara tossed around on the bed as her dream went on and on. In her dream the woman named Max and the man named Avalon put dose after dose of mysterious solvents into her as Jim watched excitedly and Frei looked sadly at her.

"Ara! Ara, wake up!" Billy said, shaking her lightly.

Ara opened her eyes suddenly and half expected to be be strapped down. So she was rather surprised when she sat up. She looked around and when her eyes fell on Billy, she stared at him.

"I'm sorry for waking you up. But you were having a nightmare and you seemed really freaked out."

"Oh... I was?"

"Yea, you don't remember it?"

She shook her head.

He shrugged his shoulders. "By the way you were tossing and turning I figured it was a dream someone wouldn't forget very easily."

"Did I wake you up? I'm so sorry. Maybe I should sleep on the floor, that way if I have another one, I won't bother you." Ara told him quickly as tears began to pour down her face.

"You didn't wake me up. I was lying her awake. Hey, don't cry, everything is all right." He reached out and wiped her tears away. "You should try to go back to sleep."

She nodded as she lay back down. Ara laid on her right side so she was facing him.

Billy laid back and stared at the ceiling, thinking of everything that had happened with him and Rebecca previously. Moments later, he heard soft snoring coming from Ara. He looked at her and noticed that the left side of her face was unveiled. He leaned over to see what was making her cover it up. He thought maybe she had gotten a scar somehow since the last time he saw her, but there was nothing. Nothing was wrong with her face. Billy began to wonder if it was a psychology type thing going on. He laid back down and closed his eyes to try to go to sleep.

As he drifted off to sleep he vaguely felt Ara scoot closer to him as she hugged onto his arm, burying her face into the side of his shoulder.

The next morning Ara woke up before Billy and was hungrier than she remember being for a long time. She peeked out the motel window and saw that there was a fast food restaurant open across the street. Sinclair decided that she would get some food for herself and Billy over there. She quickly found some paper and a pen so she could write a quick note to him telling her what she was doing. She then left it on her pillow so he would see it... at least she hoped he would be able to see it when he woke up.

Ara slipped on the shoes she had wore the day before and walked out of the building.

As she walked past the parking lot of the restaurant, she couldn't help but wonder why there was such a big, black expensive looking car there. She shrugged and continued on her way inside. When she got inside there was already a line, so she got in it and waited until her turn. As she waited, she looked around at her surroundings and was surprised that so many people were here so early in the morning.

Ara turned her head to look straight ahead, but stopped when she realized that four men off in the booth by the front window were pointing and staring at her. Ara quickly looked away from that area of the room and looked ahead. The four of them looked like wrestlers from WWE and twice as ugly.

When her turn finally came, she was happy that her time here was almost complete. She ordered some of the breakfast foods that she and Billy liked and paid. When she received her food, she turned to leave and peeked a look at the frightening men as she walked to the door. They were still looking at her and one of them started to stand as she opened the door.

As soon as Ara was through the door she rushed across the street, almost getting hit by a slow passing car, and ran as fast as she could toward the hotel. Behind her she could hear the four guys yelling something as they got into a car.

X X


End file.
